REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder as follows:
Appears in 98 contracts
Samples: Voting and Support Agreement (Tempur Sealy International, Inc.), Support Agreement (Sezzle Inc.), Support Agreement (Sezzle Inc.)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder Stockholders as follows:
Appears in 91 contracts
Samples: Support Agreement (Focus Financial Partners Inc.), Agreement and Plan of Merger (Focus Financial Partners Inc.), Voting and Support Agreement (Mirati Therapeutics, Inc.)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the each Stockholder as follows:
Appears in 82 contracts
Samples: Voting Agreement (Matterport, Inc./De), Agreement and Plan of Merger (Battalion Oil Corp), Agreement and Plan of Merger (Battalion Oil Corp)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder as follows:
Appears in 69 contracts
Samples: Voting and Support Agreement (Foster James Christopher), Voting and Support Agreement (ZeroFox Holdings, Inc.), Voting Agreement
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the each Stockholder as follows:
Appears in 37 contracts
Samples: Voting and Support Agreement (Ares Management LLC), Voting Agreement (Kellogg Peter R), Voting Agreement (Mai Holdings, Inc.)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder as followsthat:
Appears in 37 contracts
Samples: Voting and Support Agreement (Kaleyra, Inc.), Voting and Support Agreement (Esse Effe S.p.A.), Voting and Support Agreement (Maya Investments LTD)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder Shareholder as follows:
Appears in 35 contracts
Samples: Tender and Support Agreement (Sequans Communications), Tender and Support Agreement (Sequans Communications), Voting and Support Agreement (Washington Dennis R)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder as follows:
Appears in 26 contracts
Samples: Voting and Support Agreement (Transphorm, Inc.), Voting Agreement (Service Properties Trust), Joinder Agreement (Forum Merger III Corp)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder Stockholders as follows:
Appears in 26 contracts
Samples: Stockholders’ Agreement (Gentiva Health Services Inc), Voting Agreement (Perfumania Holdings, Inc.), Voting Agreement (Perfumania Holdings, Inc.)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder as followsStockholder:
Appears in 25 contracts
Samples: Release Agreement (Villere St Denis J & Co LLC), Release Agreement (Epiq Systems Inc), Agreement and Plan of Merger (American Residential Properties, Inc.)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder as followsthat:
Appears in 18 contracts
Samples: Support Agreement (Immunome Inc.), Company Voting Agreement (Kubient, Inc.), Company Voting Agreement (Kubient, Inc.)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder and the Company as follows:
Appears in 13 contracts
Samples: Support Agreement (Squarespace, Inc.), Support Agreement (Squarespace, Inc.), Support Agreement (Squarespace, Inc.)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder as followsStockholders that:
Appears in 10 contracts
Samples: Voting Agreement (Greenhill & Co Inc), Voting and Support Agreement (Vista Equity Partners Fund VI, L.P.), Voting and Support Agreement (Blackstone Holdings III L.P.)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder as followsStockholder:
Appears in 10 contracts
Samples: Stockholder Agreement (Fargo Electronics Inc), Stockholder Agreement (Fargo Electronics Inc), Stockholder Agreement (Fargo Electronics Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder Stockholders as follows:
Appears in 10 contracts
Samples: Closing Agreement (Standard Parking Corp), Closing Agreement (Standard Parking Corp), Closing Agreement (Standard Parking Corp)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the each Stockholder as followsthat:
Appears in 10 contracts
Samples: Support Agreement (Lantheus Holdings, Inc.), Voting Agreement (Marcato Capital Management Lp), Support Agreement (Alaska Air Group, Inc.)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder as followsthat:
Appears in 9 contracts
Samples: Voting and Support Agreement (Berkshire Grey, Inc.), Support Agreement (CalciMedica, Inc. /DE/), Support Agreement (Graybug Vision, Inc.)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent ---------------------------------------- hereby represents and warrants to the Stockholder as followsthat:
Appears in 8 contracts
Samples: Stockholder Agreement (Westower Corp), Stockholder Agreement (Westower Corp), Stockholder Agreement (Westower Corp)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder Investor as follows:
Appears in 7 contracts
Samples: Investor Rights Agreement (CARRIER GLOBAL Corp), Investor Rights Agreement (CARRIER GLOBAL Corp), Investor Rights Agreement (Valley National Bancorp)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder Stockholder, its successors and assigns as follows:
Appears in 6 contracts
Samples: Company Voting Agreement (KushCo Holdings, Inc.), Company Voting Agreement (KushCo Holdings, Inc.), Company Voting Agreement (KushCo Holdings, Inc.)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder Stockholders and the Company as follows:
Appears in 6 contracts
Samples: Voting and Support Agreement (Lennar Corp /New/), Voting and Support Agreement (Doma Holdings, Inc.), Voting and Support Agreement (Doma Holdings, Inc.)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder Stockholder, as followsof the date hereof that:
Appears in 5 contracts
Samples: Voting and Support Agreement (P&f Industries Inc), Voting and Support Agreement (Horowitz Richard A), Agreement and Plan of Merger (Knowles Corp)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby ---------------------------------------- represents and warrants to the each Stockholder as followsthat:
Appears in 5 contracts
Samples: Stockholder Agreement (Cayenne Software Inc), Stockholder Agreement (Sterling Software Inc), Stockholder Agreement (Sterling Software Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder as followsthat:
Appears in 5 contracts
Samples: Voting Agreement (Navigators Group Inc), Voting Agreement (Hartford Financial Services Group Inc/De), Voting Agreement (Nuance Communications, Inc.)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder as of the date hereof as follows:
Appears in 4 contracts
Samples: Agreement (Clayton Williams Energy Inc /De), Agreement (Noble Energy Inc), Agreement (Clayton Williams Energy Inc /De)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder MMC Stockholders as follows:
Appears in 3 contracts
Samples: Proxy and Indemnification Agreement (Minot Mercantile Corp), Proxy and Indemnification Agreement (Mercantile Stores Co Inc), Proxy and Indemnification Agreement (Dillard Department Stores Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents represents, warrants and warrants covenants to the Stockholder Stockholders as follows:
Appears in 3 contracts
Samples: Voting Agreement (Science Applications International Corp), Voting Agreement (K N Energy Inc), Voting Agreement (Blue Rhino Corp)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Key Stockholder as follows:
Appears in 3 contracts
Samples: Trust Agreement (Hilton Grand Vacations Inc.), Voting and Support Agreement (Bluegreen Vacations Holding Corp), Voting and Support Agreement (Bluegreen Vacations Holding Corp)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder as follows:
Appears in 3 contracts
Samples: Voting Agreement (Wise Brion G), Voting Agreement (Anadarko Petroleum Corp), Stockholder Agreement (Telephone & Data Systems Inc /De/)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the each Covered Stockholder as follows:
Appears in 3 contracts
Samples: Voting Agreement (Angel Holdings Godo Kaisha), Voting Agreement (Walt Disney Co/), Voting Agreement (Walt Disney Co/)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder as followsStockholder:
Appears in 2 contracts
Samples: Voting Agreement (Hampshire Group LTD), Voting Agreement (Hampshire Group LTD)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder Stockholders and Company as follows:
Appears in 2 contracts
Samples: Voting Agreement (INC Research Holdings, Inc.), Voting Agreement (INC Research Holdings, Inc.)
REPRESENTATIONS AND WARRANTIES OF PARENT. The Parent hereby represents and warrants to the Stockholder Stockholders as follows:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Basin Water, Inc.), Agreement and Plan of Merger (Basin Water, Inc.)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder Stockholders and (other than in the case of Section 8.5) the Company as follows:
Appears in 2 contracts
Samples: Support Agreement (HireRight Holdings Corp), Support Agreement (HireRight Holdings Corp)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Company and each Stockholder as followsthat:
Appears in 2 contracts
Samples: Voting and Support Agreement (Concentrix Corp), Voting Agreement (Synnex Corp)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to each Stockholder and the Stockholder Company as follows:
Appears in 2 contracts
Samples: Form of Parent Support Agreement (Talos Energy Inc.), Form of Parent Support Agreement (Talos Energy Inc.)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder as followsfollow:
Appears in 2 contracts
Samples: Voting and Rollover Agreement (Elliott Ronald), Voting and Rollover Agreement (Thoma Cressey Equity Partners Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Company and each Stockholder as follows:
Appears in 2 contracts
Samples: Voting and Support Agreement (New Relic, Inc.), Voting and Support Agreement (Cloudera, Inc.)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder as follows:
Appears in 2 contracts
Samples: Stockholder Voting Agreement (Credence Systems Corp), Stockholder Voting Agreement (Nptest Holding Corp)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby covenants, represents and warrants to the Stockholder Stockholders as follows:
Appears in 2 contracts
Samples: Voting Agreement (Silver Lake Sumeru Fund LP), Voting Agreement (Power One Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder as followsfollow:
Appears in 2 contracts
Samples: Voting Agreement (Thoma Cressey Equity Partners Inc), Voting Agreement (Simon William E & Sons Private Equity Partners Lp)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to Stockholder as of the Stockholder date hereof as follows:
Appears in 2 contracts
Samples: Voting and Support Agreement (Vapotherm Inc), Voting and Support Agreement (Vapotherm Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder Principal Stockholders as follows:
Appears in 2 contracts
Samples: Consent and Voting Agreement (InfoLogix Inc), Consent and Voting Agreement (InfoLogix Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to each Stockholder and the Stockholder as followsCompany that:
Appears in 2 contracts
Samples: Voting and Support Agreement (Tabula Rasa HealthCare, Inc.), Voting and Support Agreement (Tabula Rasa HealthCare, Inc.)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder and Record Holder as follows:
Appears in 2 contracts
Samples: Voting Agreement (Huizenga H Wayne), Voting Agreement (Extended Stay America Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby ---------------------------------------- represents and warrants to the Stockholder as follows:
Appears in 2 contracts
Samples: Stock Exchange Agreement (Warnaco Group Inc /De/), Voting Agreement (JPMorgan Chase Bank, National Association)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby ---------------------------------------- represents and warrants to the Stockholder Stockholders as follows:
Appears in 1 contract
Samples: Voting Agreement (JPMorgan Chase Bank, National Association)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder Equityholder as follows:
Appears in 1 contract
Samples: Voting and Support Agreement (Hersha Hospitality Trust)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the each Specified Stockholder as follows:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Company and the Supporting Stockholder as followsthat:
Appears in 1 contract
Samples: Voting and Support Agreement (Embark Technology, Inc.)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder Subject Stockholders as follows:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the each Stockholder as follows:
Appears in 1 contract
Samples: Voting Agreement (Zhongpin Inc.)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents ----------------------------------------- and warrants to the Stockholder as follows:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Principal Stockholder as follows:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder as follows:: (a)
Appears in 1 contract
Samples: Voting Agreement (GLAUKOS Corp)
REPRESENTATIONS AND WARRANTIES OF PARENT. The Parent hereby represents and warrants to the Stockholder as follows:
Appears in 1 contract
Samples: Stockholder Voting Agreement (Artisan Components Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder Stockholders, as followsof the date hereof that:
Appears in 1 contract
Samples: Voting and Support Agreement (Remy International, Inc.)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby ---------------------------------------- represents and warrants to the Stockholder as followsthat:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to each Management Stockholder and to each Majority Stockholder that on the Stockholder as followsdate hereof:
Appears in 1 contract
Samples: Management Stockholders’ Agreement (Avaya Holdings Corp.)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to each of the Stockholder Stockholders as follows:
Appears in 1 contract
Samples: Voting Agreement (E-Z-Em, Inc.)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder as followsCompany and the Supporting Stockholders that:
Appears in 1 contract
Samples: Voting and Support Agreement (Embark Technology, Inc.)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder Company and the Stockholders as follows:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder Companies and the Stockholders as follows:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Principal Stockholder as follows:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder to, and agrees with, Seller and Stockholders as follows:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Stockholder and agrees as follows:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Customer Acquisition Network Holdings, Inc.)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to each of the Stockholder as followsStockholders that:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Nationsrent Companies Inc)
REPRESENTATIONS AND WARRANTIES OF PARENT. Parent hereby represents and warrants to the Preferred Stockholder as follows:
Appears in 1 contract
